Introducing, Implementing and Improving Compliance; Challenges in Cross Boarder Environment and Market Entry Situations

Abstract

During previous years, the M&A transaction field has been less active. Nevertheless the market is starting to merge again and transactions are appearing on the desks of in-house counsels. In the meantime the regulatory market has become stricter and more regulated. Several new mechanisms and sets of laws have been introduced. The authorities are more active, forming networks between each other and increasing communication on cross-border basis. In the emerging markets such as China, Russia, Brazil and Turkey several new laws have been enacted and foreign counsels are under a challenge to keep up with all the made and ongoing changes. Not only it is important to ensure that the legal framework aimed to be followed is up to date, but it is also necessary to make sure that the new legislation is correctly understood. On several occasions the new laws may be blurry and imprecise, without having sufficient case law or practice to provide guidance. The German and Nordic approach of searching assistance from scholars is not widely used in most of the emerging markets. Neither the increasing trend in the UK of seeking advice from a counsel (barrister-at-law) in conflict situations is commonly used in the emerging markets. The lack of such additional tools for assistance is not easing the attempt of dealing with newly introduced laws sometimes in rather complex environments. As an additional challenge prior to the implementation of sets of rules and policies, one needs to ensure that not only the compliance program is including all the aspects of the local legislation, but additionally ensuring whether there are regulations with exterritorial reach that must be taken into account – for example such as EU antitrust laws. On several occasions this is the case and having to take into account regulations that have not been built to that particular environment can be a further rival.